The Risk Of Doing The Right Thing: Where Parent Company Control Leads To Liability

• Published date: 26 November 2025
• Subject Matter: Corporate/Commercial Law, Environment, Energy and Natural Resources, Corporate and Company Law, Environmental Law, Mining
• Law Firm: Bracewell
• Author: Mr Robert Meade and Jameela Bond

The English High Court has found BHP Group (UK) Limited (the English parent company of global mining group BHP)¹ and other group entities ("BHP") liable for the collapse of the Fund'o Dam in Minas Gerais, Brazil.² The dam was owned and operated by Samarco Mineraç'o SA ("Samarco"), a joint venture vehicle jointly owned by Vale S.A. and BHP Brasil (of which BHP was the ultimate owner). Yet it was the parent company - BHP - that was sued in the English courts and which has been found liable.

The decision is a reminder that English domiciled parent companies can be used as 'anchor defendants' to seize the jurisdiction of the English Courts in respect of the activities of an overseas subsidiary.³ It highlights that, even though the "corporate veil" remains intact, controlling, funding and benefiting from the activities of foreign subsidiaries from a central HQ can lead to the parent company being liable.

What Was the Dispute About?

The dispute arose from the collapse of the Fund'o Dam in November 2015, which caused extensive environmental and socio-economic damages. The collapse of the dam has been widely described as Brazil's most significant environmental disaster. A group action was commenced in the English Courts by over 600,000 claimants, asserting that BHP had breached various provision of Brazilian law.

What Did the Court Decide?

BHP was found to be strictly liable as a "polluter" under the Brazilian Environmental Law. Key to this...